Neiman Marcus 2009 Annual Report Download - page 327

ARTICLE IX
PROGRAM ECONOMICS
9.1 NMG Compensation.
(a) Payments.
(i) Not later than 1:00 pm (Central time) on [***], Bank shall pay to NMG an amount equal to the
amount set forth on Schedule 9.1(a)(i) with respect to the Accounts.
(ii) Not later than 1:00 pm (Central time) on the [***] after the date on which the Monthly Settlement
Sheet is due, Bank shall pay NMG the amounts determined in accordance with Schedule 9.1(a)(ii) with
respect to the Accounts.
(iii) Not later than 1:00 pm (Central time) on the [***] after the date on which the Quarterly
Settlement Sheet is due, each Party shall pay to the other the amounts determined in accordance with
Schedule 9.1(a)(iii) with respect to Accounts, which amounts shall be required to be reflected on the
Quarterly Settlement Sheet.
(iv) Not later than 1:00 pm (Central time) on the [***] following the date on which the Year-End
Settlement Sheet is due, each Party shall pay to the other Party the amounts, if any, determined in
accordance with Schedule 9.1(a)(iv), which amounts shall be required to be reflected on such Year-End
Settlement Sheet.
(v) Such amounts shall be paid to NMG or Bank, as the case may be, regardless of whether any
amounts are disputed by Bank or NMG. For the avoidance of doubt, any such payment shall not be deemed
a waiver of, or in any other way limit, a Party's right to pursue any dispute with respect to such payment in
accordance with the terms of this Agreement and each of Bank or NMG may invoke the dispute resolution
procedures set forth herein following payment of such amounts.
(b) Form of Payment. All payments pursuant to this Section 9.1 shall be made by wire transfer of
immediately available funds to an account designated in writing by NMG or Bank, as the case may be, unless otherwise agreed upon
by the Parties in writing.
(c) Optional NMG Payments/MP Reductions. To provide additional time for the Parties to consider potential
alternatives designed to avoid, mitigate or eliminate a RAM Condition or a [***], at any time (i) at NMG's request, Bank shall
provide, within ten (10) days after such request, its latest Risk Adjusted Margin forecast and (ii) in order to permit NMG to cause
(A) an increase in the Risk Adjusted Margin and/or (B) a reduction of the Merchant Participation, in either case, in order to increase
the Profit Sharing Post MP RAM and the Post MP RAM, within [***] of receiving Bank's latest Risk Adjusted Margin forecast, NMG
may
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